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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q/A
X Quarterly Report Pursuant to Section 13 or 15(d) of the
- -------- Securities Exchange Act of 1934 for the quarterly period ended
September 30, 1997
________ Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 for the transition period from _____ to _____.
Commission File Number: 0-27468
ULTRADATA CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 94-2746681
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
5000 Franklin Drive, Pleasanton, CA 94588-3031
(Address of principal executive officers) (Zip Code)
Registrant's telephone number, including area code:
510/463-8356
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
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As of November 4, 1997, Registrant had outstanding 7,607,133 shares of Common
Stock, $.001 par value.
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ULTRADATA CORPORATION
Condensed Balance Sheets
(In thousands, except share data)
<TABLE>
<CAPTION>
Sept 30, Dec 31,
----------- -----------
Assets 1997 1996
------- ----------- -----------
(Unaudited)
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 1,140 $ 1,583
Short term investments 402 1,420
Restricted cash 596 --
Trade accounts receivable, net 3,316 6,586
Unbilled revenues 2,906 3,870
Inventories 804 1,173
Prepaid expenses and other current assets 631 1,027
Income taxes receivable 5 958
------- -------
Total current assets 9,800 16,617
Property and equipment, net 4,495 3,532
Other assets -- 254
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$14,295 $20,403
======= =======
Liabilities and Stockholders' Equity
------------------------------------
Current liabilities:
Bank borrowings $ 596 $ 96
Accounts payable 2,033 3,659
Accrued expenses 1,199 2,008
Deferred revenue and customer advances 2,535 3,508
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Total current liabilities 6,363 9,271
Deferred revenue and customer advances 1,329 1,313
Bank borrowing, excluding current portion -- 323
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Total liabilities 7,692 10,907
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Stockholders' equity:
Preferred stock; par value $.001; 2,000,000 shares authorized; none
outstanding -- --
Common stock; par value $.001; 23,000,000 shares authorized;
7,607,133 and 7,526,313 shares issued and outstanding in 1997 and 1996,
respectively 8 7
Additional paid in capital 15,202 14,941
Accumulated deficit (8,607) (5,452)
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Total stockholders' equity 6,603 9,496
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$14,295 $20,403
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</TABLE>
See accompanying notes to condensed financial statements
1
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ULTRADATA Corporation
Condensed Statements of Operations
(In thousands, except share data)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
---------------------- ----------------------
1997 1996 1997 1996
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Revenues:
Software $2,076 $ 1,929 $ 5,216 $10,059
Maintenance 2,540 2,290 7,647 6,246
Services and other 1,378 1,878 4,668 5,807
------ ------- ------- -------
Subtotal 5,994 6,097 17,531 22,112
Hardware 743 2,595 4,425 11,629
------ ------- ------- -------
Total revenues 6,737 8,692 21,956 33,741
------ ------- ------- -------
Cost of revenues:
Software 362 408 862 2,077
Maintenance 1,497 1,359 4,629 3,553
Services and other 1,300 1,733 4,330 5,598
Hardware 506 1,801 3,161 8,097
------ ------- ------- -------
Total cost of revenues 3,665 5,301 12,982 19,325
------ ------- ------- -------
Gross margin 3,072 3,391 8,974 14,416
------ ------- ------- -------
Operating expenses:
Product development 1,104 1,627 3,601 4,402
Selling, general and administrative 2,285 4,376 9,358 11,125
Gain on transfer of service bureau
contracts (558) -- (558) --
------ ------- ------- -------
Total operating expenses 2,831 6,003 12,401 15,527
------ ------- ------- -------
Operating (loss) income 241 (2,612) (3,427) (1,111)
Interest income, net 19 96 18 316
Other income -- -- 254 --
------ ------- ------- -------
Income (loss) before income taxes 260 (2,516) (3,155) (795)
Income tax benefit -- (931) -- (294)
------ ------- ------- -------
Net income (loss) $ 260 $(1,585) $(3,155) $ (501)
====== ======= ======= =======
Net income (loss) per common and common
equivalent share $ 0.03 $ (0.21) $ (0.42) $ (0.07)
====== ======= ======= =======
Shares used in per share computations 7,673 7,432 7,570 7,086
</TABLE>
See accompanying notes to condensed financial statements
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ULTRADATA CORPORATION
Condensed Statements of Cash Flows
In thousands
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
---------------------
1997 1996
------- --------
<S> <C> <C>
Cash flows from operating activities:
Net loss $(3,155) $ (501)
Adjustments to reconcile net loss to net cash
provided by (used for) operating activities:
Depreciation and amortization 958 781
Deferred income taxes -- 181
Gain on sale of joint venture (238) --
Loss on disposition of property and equipment 17 --
Equity in earnings of unconsolidated subsidiary (16) (62)
Changes in operating assets and liabilities:
Trade accounts receivable 3,270 (2,061)
Unbilled revenues 964 (3,755)
Inventories 369 (535)
Prepaid expenses and other assets 404 (617)
Income taxes receivable 953 --
Accounts payable (1,626) (2,364)
Accrued expenses (809) 154
Income taxes payable -- (107)
Deferred revenue and customer advances (957) (1,725)
------- --------
Net cash (used for) provided by operating activities (134) (10,611)
------- --------
Cash flows from investing activities:
Capital expenditures (2,130) (1,737)
Proceeds from disposition of service bureau assets 192 --
Sale of investment in joint venture 500 --
Sale of short term investments 1,018 --
Decrease of stockholders notes receivable -- 1,453
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Net cash used for investing activities (420) (284)
------- --------
Cash flows from financing activities:
Bank borrowings 500 --
Repayment of debt (323) (1,233)
Restricted cash (596) --
Net proceeds from issuance of stock 262 --
Net proceeds from initial public offering -- 14,750
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Net cash provided by (used for) financing activities (157) 13,517
------- --------
Net increase (decrease) in cash (443) 2,622
Cash and cash equivalents at beginning of period 1,583 1,124
------- --------
Cash and cash equivalents at end of period $ 1,140 $ 3,746
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</TABLE>
See accompanying notes to condensed financial statements
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ULTRADATA CORPORATION
Notes to Condensed Financial Statements
September 30, 1997 and 1996
1. Basis of Presentation
These unaudited financial statements have been prepared in accordance with the
instructions for Form 10-Q and therefore certain information and footnote
disclosures normally contained in financial statements prepared in accordance
with generally accepted accounting principles have been condensed or omitted.
These statements should be read in conjunction with the financial statements
contained in the Company's report on Form 10-K for the year ended December 31,
1996.
The accompanying unaudited financial statements of the Company reflect all
adjustments of a normal recurring nature which are, in the opinion of
management, necessary to present a fair statement of the financial position as
of September 30, 1997 and the results of operations and cash flows for the
interim periods presented.
2. Revenue Recognition
The Company recognizes revenues from licenses of computer software provided that
a noncancelable license agreement has been signed, the software and related
documentation have been shipped, there are no material uncertainties regarding
customer acceptance, collection of the resulting receivable is deemed probable,
and no other significant vendor obligations exist. Maintenance revenues are
deferred and recognized over the related contract period, generally three months
to five years. Services and other revenues generated from professional
consulting and training services and software customization services are
recognized as the services are performed. Hardware revenues are recognized upon
shipment.
3. Recent Accounting Pronouncements
The Financial Accounting Standards Board (FASB) recently issued Statement of
Financial Accounting Standards (SFAS) No. 128, "Earnings Per Share" which is
effective for annual and interim periods ending after December 15, 1997. SFAS
No. 128 requires the presentation of basic earnings per share ("EPS") and, for
companies with complex capital structures or potentially dilutive securities,
such as convertible debt, options and warrants, diluted EPS. Had SFAS No. 128
been effective for the quarter and nine months ended September 30, 1997, basic
EPS and diluted EPS would not have been significantly different from the
reported net income or loss per share. The FASB also recently issued SFAS No.
130, "Reporting Comprehensive Income" and SFAS No. 131, "Disclosures about
Segments of an Enterprise and Related Information." SFAS No. 130 and 131 are
effective for fiscal 1998. The company is currently evaluating the impact of
these statements on the financial statements.
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11.01 Computation of Earnings (Loss) per Share (in thousands
except per share data)
<TABLE>
<CAPTION>
Three Months Nine Months
Ended Ended
September 30, September 30,
--------------------------------------------------------------
1997 1996 1997 1996
------- -------- -------- -------
<S> <C> <C> <C> <C>
Net income (loss) $ 260 ($1,585) ($3,155) ($501)
======= ======= ======= ======
Weighted average outstanding shares 7,607 7,432 7,570 7,086
Common stock equivalents 66 -- -- --
======= ======= ======= ======
7,673 7,432 7,570 7,086
======= ======= ======= ======
Net income (loss) per common and common
equivalent share $ 0.03 $(0.21) $(0.42) $(0.07)
======= ======= ======= ======
</TABLE>
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, registrant
has duly caused this Amendment No. 1 to Form 10-Q to be signed on its behalf by
the undersigned, thereunto duly authorized.
ULTRADATA CORPORATION
Date November 20, 1997 By /s/ ROBERT J. MAJTELES
Robert J. Majteles
President and Chief Executive Officer
Date November 20, 1997 By /s/ PHILIP D. RANGER
Philip D. Ranger
Vice President and Chief Financial Officer
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